Securities Exchange Act of 1934
Release No. 48109 / June 30, 2003

Administrative Proceeding
File No. 3-11087

ORDER MAKING FINDINGS
AND IMPOSING REMEDIAL
SANCTIONS BY DEFAULT
AGAINST LIBERTY NATIONAL
SECURITIES, INC.

The Securities and Exchange Commission (Commission) initiated this proceeding on April 14, 2003, with an Order Instituting Proceedings (OIP). On May 23, 2003, the Commission accepted an Offer of Settlement from Respondent Robert J. Guyer (Guyer). On May 30, 2003, the Division of Enforcement (Division) filed a motion for default against Respondent Liberty National Securities, Inc. (Liberty). Before ruling on the Division's motion for default, on June 3, 2003, I ordered Respondent Liberty to show cause, on or by Friday, June 20, 2003, why it should not be held in default and why its registration should not be revoked pursuant to Section 15(b)(4) of the Securities Exchange Act of 1934 (Exchange Act). In a separate Order issued today, I ordered Respondent Sonia Howe Radencovici (Radencovici) to show cause why she should not be held in default.

Respondent Liberty has failed to respond to my Order and failed to show cause why it should not be held in default. Pursuant to Rules 155(a)(2) and 221(f) of the Commission's Rules of Practice, 17 C.F.R. §§ 201.155(a)(2), .221(f), I find the following allegations in the OIP to be true as to Respondent Liberty:

Beginning in approximately April 1991, and at all relevant times, Respondent Liberty was a registered broker and dealer located in Dundee, Michigan.

On March 12, 2002, the United States District Court for the District of Connecticut entered a judgment that permanently enjoined: (a) Respondents Liberty and Guyer from violating Section 17(a) of the Securities Act of 1933 (Securities Act), Sections 10(b), 15(b), and 17(a)(1) of the Exchange Act, and Rules 10b-5, 15b3-1 and 17a-3(a)(12) thereunder; and (b) Respondent Radencovici from violating Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. See SEC v. Frankel, 3:00-CV-1778 (EBB) (D. Conn. Mar. 12, 2002) (Civil Action).

On March 9, 2001, in its second amended complaint in the Civil Action, the Commission alleged the following:

A. From at least November 1991 through May 1999, Martin Frankel (Frankel) knowingly orchestrated a scheme to defraud Franklin America Corporation (FAC), International Finance Corporation (IFC), and their insurance company subsidiaries of more than $215 million. As part of this scheme, Frankel falsely represented to FAC, IFC, and their insurance company subsidiaries that he was investing their funds in safe government securities through accounts at Respondent Liberty and provided them with Liberty confirmations and account statements that falsely reflected the purchase and sale of government securities. Frankel did not invest FAC's, IFC's, and the insurance company subsidiaries' funds in government securities, but instead used their funds to support his lavish lifestyle.

B. Respondents Liberty and Guyer provided substantial assistance to Frankel in furtherance of his fraudulent conduct. In 1992, the Commission barred Frankel from the securities industry, including being associated with a broker or dealer. Despite this bar, Frankel secretly controlled Respondent Liberty. Frankel installed Respondent Guyer as Respondent Liberty's president to hide Frankel's control over the broker-dealer. Among other things, Respondent Guyer prepared and filed false broker-dealer registration statements and amendments, and other forms with the Commission that failed to disclose Frankel's ownership and control of Respondent Liberty, and failed to disclose that the Commission had barred Frankel from the securities industry. Respondents Guyer and Liberty, through Respondent Guyer, knew, or were reckless in not knowing, that Frankel was engaged in fraudulent conduct and that Respondent Guyer's conduct was improper.

C. Respondent Radencovici participated in Frankel's scheme to defraud FAC, IFC, and the insurance company subsidiaries. Respondent Radencovici knowingly or recklessly prepared: (a) Liberty account statements that falsely represented to FAC, IFC, and their insurance company subsidiaries that their funds were invested in government securities; and (b) Liberty confirmations that falsely reflected the purchase and sale of government securities. Respondent Radencovici knew that Frankel was not investing FAC'S, IFC's, and the insurance companies' funds through Liberty. Through this conduct, Respondent Radencovici violated Section 10(b) of the Exchange Act and Rule 10b-5 thereunder.

On the basis of the foregoing, it is appropriate and in the public interest to impose the sanction requested by the Division against Respondent Liberty.

IT IS ORDERED, pursuant to Section 15(b)(4) of the Securities Exchange Act of 1934 that LIBERTY NATIONAL SECURITIES, INC.'s registration as a broker and dealer be, and it hereby is, REVOKED.